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27 Colum. J. Eur. L. 1 (2021)
Game of Thrones: Corporate Law and Bankruptcy Law in the Arena of Directors' Liability

handle is hein.journals/coljeul27 and id is 7 raw text is: GAME OF THRONES. CORPORATE LAW AND BANKRUPTCY LAW IN THE ARENA OF DIRECTORS' LIABILITY Odelia Minnes* & Dov Solomon ** Abstract A company in financial distress is bound to experience turbulence. In particular, the zone of insolvency is a crucial time in a company's life in which conflicts of interest between shareholders, managers, and creditors are sharply enhanced. Directors' liability during this period is a recurring topic of interest. The current COVID-19 pandemic and the global economic crisis generated by it bring this topic to the forefront once more. This Article points to two distinct approaches to this issue. The first is represented by the U.S. legal system, in which directors' liabilities do not change in the zone of insolvency but, rather, conform to the same standards set by corporate law. We call this the corporate law approach. The second method is represented by the U.K. legal system, which sets different standards for directors' actions in the zone of insolvency, requiring them to minimize creditors' losses. We refer to this as the bankruptcy law approach. This Article shows that there are significant shortcomings to the latter approach. As a result, this Article concludes that the corporate law approach is comparatively more efficient. This Article further demonstrates the superiority of the corporate law approach by analyzing the shared theoretical, * Associate Professor of Law and academic manager at Ono Academic College. Dr. Odelia Minnes also served as a visiting scholar at the University of Pennsylvania Law School and the Hebrew University of Jerusalem. ** Associate Professor of Law and head of the Commercial Law Department and the LL.M. program at the College of Law and Business, Ramat Gan Law School. Dr. Dov Solomon also served as a visiting scholar at the Harvard Law School Program on Corporate Governance and the University of Michigan Law School. The authors would like to thank Yifat Aran, Assaf Hamdani, Judge Danya Keret-Meir, Asaf Raz, Yaad Rotem, and the participants in the conference at the Hebrew University of Jerusalem Law School for their insightful comments and discussions. 1 ARTICLES

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